HSBC Holdings PLC
17 September 2003
The following is the text of a paid advertisement to appear in the Hong Kong
press on 18 September 2003.
The Stock Exchange of Hong Kong Limited takes no responsibility for the contents
of this announcement, makes no representation as to its accuracy or completeness
and expressly disclaims any liability whatsoever for any loss howsoever arising
from or in reliance upon the whole or any part of the contents of this
announcement
Purchase of 49 per cent of the capital of Elysees Fonds - Connected Transaction
A subsidiary of HSBC Holdings plc has agreed to acquire 49 per cent of the
capital of Elysees Fonds for 14 million euros (HK$122.4 million). Elysees Fonds
is an asset management entity specialising in employee savings business.
Elysees Gestion, a wholly owned subsidiary of CCF S.A., which is a 99.99 per
cent subsidiary of HSBC Holdings plc, has agreed to acquire 49 per cent of the
share capital of Elysees Fonds from Mederic-Prevoyance ("Mederic") and URRPIMMEC
("Malakoff"), French health and provident insurance institutions, for 14 million
euros (HK$122.4 million).
This transaction is conditional upon, and will be completed at the same time as,
a disposal of part of the business of Elysees Fonds to Mederic and Malakoff for
a consideration of 2.25 million euros (HK$19.7 million). The business as a whole
was acquired in 1997.
Elysees Gestion currently owns 51 per cent of Elysees Fonds. Mederic and
Malakoff own 49 per cent of Elysees Fonds through a 50/50 joint venture
Prevoyance et Epargne Salariale, but do not have any other connected
relationships with HSBC.
The consideration of 2.25 million euros (HK$19.7 million) in respect of the
disposal of part of the business of Elysees Fonds to Mederic and Malakoff is
within the de minimis exemption under Rule 14.24(5) of the Listing Rules.
As the total consideration amount (being 14 million euros (HK$122.4 million)) is
within the de minimis exemption in respect of connected transactions under Rule
14.25(1) of the Listing Rules, details of the purchase of 49 per cent of Elysees
Fonds will be included in the Company's next published annual report and
accounts in accordance with Rule 14.25(1)(A) to (D) of the Listing Rules.
Agreement date: 16 September 2003
Completion date: Completion is expected at the end of December 2003 but is
subject to French regulatory approval.
Vendors: Mederic and Malakoff.
Purchaser: Elysees Gestion.
Assets to be acquired: 49 per cent of the share capital of Elysees Fonds.
Consideration: 14 million euros for 49 per cent of Elysees Fonds; 2.25 million
euros for disposal of part of the business of Elysees Fonds. The consideration
was agreed on an arms length basis based on P/E and discounted cashflow method
and on normal commercial terms.
Payment terms: Payment will be made in cash on completion.
For and on behalf of
HSBC Holdings plc
R G Barber
Group Company Secretary
18 September 2003
HSBC Holdings plc
Incorporated in England with limited liability. Registered in England: number
617987
Registered Office and Group Head Office: 8 Canada Square, London E14 5HQ United
Kingdom
This information is provided by RNS
The company news service from the London Stock Exchange
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